Common use of Change of Control Termination Payment Clause in Contracts

Change of Control Termination Payment. In the event of a Change of Control Termination that occurred during the term of this Agreement, then, and without further action by the Board, Compensation Committee or otherwise, Ceridian shall, within five days of such termination, make a lump sum payment to Executive in an amount equal to three times the sum of (a) 12 months of Base Salary at the rate in effect at the time of Executive's termination, (b) the bonus, if any, that Executive would have received under all applicable Ceridian bonus plans for the year in which the termination occurs had "superior" goals been achieved, (c) the annual perquisite cash adder Executive would have received in the year in which the termination occurs, and (d) the highest annual aggregate amount of basic and performance matching contributions made by Ceridian on behalf of Executive into the Ceridian Corporation Savings and Investment Plan ("401(k) Plan") over the last three fiscal years prior to termination of Executive. Neither the payments made to Executive pursuant to this Section 7.03 nor any other compensation to be provided to Executive by Ceridian pursuant to this Agreement or any other agreement or Benefit Plan which may be considered Change of Control Compensation shall be subject to any limitation on Change of Control Compensation which may otherwise be expressed in any such agreement or Benefit Plan.

Appears in 3 contracts

Samples: Employment Agreement (Ceridian Corp /De/), Employment Agreement (Ceridian Corp /De/), Employment Agreement (Ceridian Corp /De/)

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Change of Control Termination Payment. [401(K) SIP PARTICIPANT VERSION] In the event of a Change of Control Termination that occurred during the term of this Agreement, then, and without further action by the Board, Compensation Committee or otherwise, Ceridian shall, within five days of such termination, make a lump sum payment to Executive in an amount equal to three times the sum of (a) 12 months of Base Salary at the rate in effect at the time of Executive's termination, (b) the bonus, if any, that Executive would have received under all applicable Ceridian bonus plans for the year in which the termination occurs had "superior" goals been achieved, (c) the annual perquisite cash adder Executive would have received in the year in which the termination occurs, and (d) the highest annual aggregate amount of basic and performance matching contributions made by Ceridian on behalf of Executive into the Ceridian Corporation Savings and Investment Plan ("401(k) Plan") over the last three fiscal years prior to termination of Executive. Neither the payments made to Executive pursuant to this Section 7.03 nor any other compensation to be provided to Executive by Ceridian pursuant to this Agreement or any other agreement or Benefit Plan which may be considered Change of Control Compensation shall be subject to any limitation on Change of Control Compensation which may otherwise be expressed in any such agreement or Benefit Plan.]

Appears in 2 contracts

Samples: New Ceridian Corp, New Ceridian Corp

Change of Control Termination Payment. In the event of a Change of Control Termination that occurred during the term of this Agreement, then, and without further action by the Board, Compensation Committee or otherwise, Ceridian shall, within five days of such termination, make a lump sum payment to Executive in an amount equal to three times the sum of (a) 12 months of Base Salary at the rate in effect at the time of Executive's termination, (b) the bonus, if any, that Executive would have received under all applicable Ceridian bonus plans for the year in which the termination occurs had "superior" goals been achieved, (c) the annual perquisite cash adder Executive would have received in the year in which the termination occurs, and (d) the highest annual aggregate amount of basic and performance matching contributions made by Ceridian on behalf of Executive into the Ceridian Corporation Savings and Investment Plan ("401(k) Plan") over the last three fiscal years prior to termination of Executive. Neither the payments made to Executive pursuant to this Section 7.03 nor any other compensation to be provided to Executive by Ceridian pursuant to this Agreement or any other agreement or Benefit Plan which may be considered Change of Control Compensation shall be subject to any limitation on Change of Control Compensation which may otherwise be expressed in any such agreement or Benefit Plan.

Appears in 1 contract

Samples: Employment Agreement (Ceridian Corp)

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Change of Control Termination Payment. In the event of a Change of Control Termination that occurred during the term of this Agreement, then, and without further action by the Board, Compensation Committee or otherwise, Ceridian shall, within five days of such termination, make a lump sum payment to Executive in an amount equal to three times the sum of (a) 12 months of Base Salary at the rate in effect at the time of Executive's termination, (b) the bonus, if any, that Executive would have received under all applicable Ceridian bonus plans for the year in which the termination occurs had "superior" goals been achieved, and (c) the annual perquisite cash adder Executive would have received in the year in which the termination occurs. In addition, in the event of a Change of Control Termination that occurred during the term of this Agreement, Ceridian shall credit Executive with three additional years of age and (d) the highest annual aggregate amount of basic and performance matching contributions made by Ceridian on behalf of Executive into service under the Ceridian Corporation Savings and Investment Plan ("401(k) Retirement Plan") over the last three fiscal years prior to termination of Executive. Neither the payments or age and service credits made to Executive pursuant to this Section 7.03 nor any other compensation to be provided to Executive by Ceridian pursuant to this Agreement or any other agreement or Benefit Plan which may be considered Change of Control Compensation shall be subject to any limitation on Change of Control Compensation which may otherwise be expressed in any such agreement or Benefit Plan.

Appears in 1 contract

Samples: Employment Agreement (Ceridian Corp)

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